CONFIRMATIONDDR Corp • May 21st, 2013 • Real estate investment trusts • Ohio
This Confirmation evidences a complete binding agreement between you and us as to the terms of the Transaction to which this Confirmation relates. This Confirmation shall supplement, form a part of, and be subject to an agreement in the form of the 1992 ISDA Master Agreement (Multicurrency-Cross Border) (“ISDA Agreement”) as if we had executed an agreement in such form on the Trade Date of the first such Transaction between you and us, and such agreement shall be considered the “Agreement” hereunder. The parties hereby agree that no Transaction other than the Transaction to which this Confirmation relates shall be governed by the ISDA Agreement.
DDR CORP. (an Ohio corporation) 34,000,000 Common Shares UNDERWRITING AGREEMENTUnderwriting Agreement • May 21st, 2013 • DDR Corp • Real estate investment trusts • New York
DDR Corp., an Ohio corporation (the “Company”), and Goldman, Sachs & Co. (“Goldman”), J.P. Morgan Securities LLC, as agent for one of its affiliates (“J.P. Morgan”), RBC Capital Markets, LLC, as agent for one of its affiliates (“RBC”), and Wells Fargo Securities, LLC, as agent for one of its affiliates (“Wells Fargo” and, together with Goldman, J.P. Morgan and RBC in such capacities, the “Forward Sellers”), at the Company’s request in connection with the letter agreement dated the date hereof between the Company and Goldman, the letter agreement dated the date hereof between the Company and JPMorgan Chase Bank, National Association, London Branch, acting through J.P. Morgan as agent, the letter agreement dated the date hereof between the Company and Royal Bank of Canada, acting through RBC as agent, and the letter agreement dated the date hereof between the Company and Wells Fargo Bank, National Association, acting through Wells Fargo as agent (each such letter agreement, a “Forward Ag
